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Dealer Purchase Agreement for Malaysia

Dealer Purchase Agreement Template for Malaysia

A comprehensive legal agreement governed by Malaysian law that establishes and regulates the commercial relationship between a supplier/manufacturer and a dealer/distributor. The document outlines the terms and conditions for the purchase, sale, and distribution of products, including territorial rights, pricing structures, performance obligations, and compliance requirements under Malaysian commercial law. It incorporates essential provisions for product ordering, delivery, warranty, intellectual property protection, and termination procedures, while ensuring compliance with local regulations including the Contracts Act 1950 and Sale of Goods Act 1957.

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Dealer Purchase Agreement

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What is a Dealer Purchase Agreement?

The Dealer Purchase Agreement is a crucial commercial contract used in Malaysian business operations to establish and regulate the relationship between suppliers/manufacturers and their authorized dealers or distributors. This document is essential when a supplier wishes to expand their distribution network through appointed dealers while maintaining control over how their products are sold and distributed in specific territories. The agreement comprehensively covers all aspects of the dealer-supplier relationship, including appointment terms, territorial rights, ordering procedures, pricing structures, performance expectations, and compliance requirements. It must comply with Malaysian legislation, including the Contracts Act 1950, Sale of Goods Act 1957, and Competition Act 2010, while also addressing specific industry requirements and commercial practices in the Malaysian market.

What sections should be included in a Dealer Purchase Agreement?

1. Parties: Identification of the supplier and dealer with full legal names and registered addresses

2. Background: Context of the agreement, including brief description of the supplier's business and dealer's capabilities

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Territory: Terms of dealer appointment and defined geographic territory for operations

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Dealer Obligations: Core responsibilities and commitments of the dealer

7. Supplier Obligations: Core responsibilities and commitments of the supplier

8. Ordering and Delivery: Process for placing orders and delivery terms

9. Prices and Payment: Pricing structure, payment terms, and invoicing procedures

10. Intellectual Property: Usage rights and restrictions regarding trademarks and other IP

11. Confidentiality: Protection of confidential information exchanged between parties

12. Termination: Grounds for termination and termination procedures

13. Post-Termination: Obligations and rights of parties after agreement termination

14. General Provisions: Standard boilerplate clauses including notices, governing law, etc.

What sections are optional to include in a Dealer Purchase Agreement?

1. Performance Targets: Minimum purchase or sales targets, used when supplier wants to ensure minimum performance levels

2. Marketing and Promotion: Marketing obligations and cost sharing, relevant when joint marketing efforts are required

3. Training Requirements: Details of required training programs, important for technical or complex products

4. Warranty and After-Sales Service: Warranty terms and service requirements, crucial for products requiring significant after-sales support

5. Insurance Requirements: Specific insurance coverage requirements, important for high-value or high-risk products

6. Non-Competition: Restrictions on dealing with competing products, used when exclusivity is important

7. Data Protection: Specific data handling requirements, necessary when significant customer data is involved

8. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in uncertain markets

What schedules should be included in a Dealer Purchase Agreement?

1. Schedule 1 - Products: Detailed list of products covered by the agreement

2. Schedule 2 - Territory Map: Detailed definition and/or map of the authorized territory

3. Schedule 3 - Price List: Current pricing structure and dealer discounts

4. Schedule 4 - Performance Criteria: Detailed performance metrics and evaluation criteria

5. Schedule 5 - Technical Specifications: Product specifications and technical requirements

6. Schedule 6 - Service Level Requirements: Detailed service standards and response times

7. Schedule 7 - Trademark Usage Guidelines: Specific rules for using supplier's trademarks and branding

8. Appendix A - Order Form Template: Standard form for placing orders

9. Appendix B - Reporting Templates: Required formats for periodic reporting

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Malaysia

Document Type

Purchase Agreement

Cost

Free to use
Relevant legal definitions






























Clauses

































Relevant Industries

Automotive

Electronics

Consumer Goods

Industrial Equipment

Machinery

Technology Products

Medical Devices

Construction Equipment

Agricultural Equipment

Telecommunications

Home Appliances

Sporting Goods

Fashion and Accessories

Building Materials

Relevant Teams

Legal

Commercial

Sales

Procurement

Business Development

Operations

Supply Chain

Compliance

Distribution

Channel Management

Contract Administration

Relevant Roles

Commercial Director

Sales Director

Procurement Manager

Business Development Manager

Legal Counsel

Contract Manager

Distribution Manager

Channel Manager

Operations Director

Supply Chain Manager

Dealer Development Manager

Compliance Officer

Chief Commercial Officer

Regional Sales Manager

General Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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